This was not a changing of the guard. It was a smashing of the guards, tackles, running backs, receivers and everyone else on the field.

One year after suffering a 50-point loss, UCLA reversed roles in the city where all unlikely sequels are produced, defeating USC 38-28 and winning the Pac-12 South. The Bruins may very well have a bigger victory before season’s end, but there is no arguing that this was the biggest one yet.

“To be honest, I was shouting after the game, but it truly hasn’t set in yet,” said UCLA quarterback Brett Hundley, the redshirt freshman who compiled 234 yards and a touchdown in the air and two more TDs on the ground. “It shows that with hard work and effort, we could do anything we set our minds to.”

As you might imagine, USC quarterback Matt Barkley wasn’t quite as euphoric after the game, and the fact that he was intercepted by Hester on the day’s first play from scrimmage certainly contributed to his disposition. The Bruins (9-2, 6-2), who came into the game ranked No. 17 in the Associated Press poll, took over at the Trojans’ 17-yard line, and five plays later, after Hundley scored on a 1-yard run, went up 7-0.

Just more than 22 minutes later, they led 24-0.

Seeing that the Trojans (7-4, 5-4) were ranked one spot lower than UCLA in the AP poll and playing on the road, them simply falling behind wouldn’t have been terribly flabbergasting. But seeing that the Trojans had won 12 of the past 13 meetings, including a 50-0 trouncing last year, the Bruins’ early dominance was borderline shocking.

Hundley, who completed 22 of his 30 passes, connected with receiver Joseph Fauria on a 17-yard TD pass with 1:34 left in the first quarter. Bruins Running back Jonathan Franklin, who finished with 171 yards and two touchdowns on 29 carries, added six points via a 16-yard TD run midway through the second.

But as any good rivalry-game would call for, USC made its run. And as you’d expect from any L.A. production, onlookers had to momentarily suspend belief.

The Trojans made it 24-14 by halftime thanks to two TD passes from Barkley – the first a 33-yard toss to Nelson Agholor, and the second a 2-yard pass to Randall Telfer. But the game’s Barnum and Bailey moment came just more than a minute into the third quarter, when, with the rain pouring down, UCLA fumbled at the 20, watched four unsuccessful recovery attempts knock the ball into the end zone, then stood helplessly as USC defensive George Uko fell on it for a touchdown.

First-year UCLA coach Jim Mora was asked if he was concerned at that point.

“I was concerned the entire game,” he said.

But the Bruins never relinquished the lead.

UCLA linebacker Eric Kendricks blocked a punt early in the third quarter, giving his team the ball on USC’s 33, which eventually resulted in a 3-yard TD run by Hundley to put the Bruins up 31-20.